HomeMy WebLinkAboutResolution 2017-014 Approving lease assignment with Lessor Consent by T-Mobile MARANA RESOLUTION NO.
1
RELA r FING TO REAL PROPERT Yl- APPROVING AND AUTHORIZING THE MAYOR TO
EXECUTE '_.rHE LEASE ASSIGNMENT 'WITH LESSOR CONSENT, CONSENTING TO
THE ASSIGNMENT BY L w WEST LLC TO MOBILITIET SII, LLCI
OF THE LEASE OF APPROXIMATELY 256 SQUARE FEET OF TOWN-OWNED
PROPERTY LOCATED AT CONTINENTAL RESERVE PARK, 8568 N. CONTINENTAL
RESERVE LOOP
WHEREAS T-Mobile est: LLC is the tenant on a lease of approximately square
feet of Town-owned, propertyTown-ownat ContinentalReserve Park, 8568 N. ContinentalReserve Looe,
ore y Marana e * 2015-095 adopted on September 1, 2015- and
WHEREAS T i est LLC desires to assign its interest in the lues to 'Mobilitie
Investments 111, LLC; an
WHEREAS sy r and Council of the Town of Marana find that the bestinterests of
gran rand * s citizens are serve consenting o 11��
lease asci e .
NOW, THEREFOR 1E, BE IT RESOLVEDTHE MAYOR AND COUNCIL OF THE
TOWN OF MARANA, that the Luse Assignment withLessor Consent attached o this
resolution as Exhibit A, is hereby approved, and the ayor authorized o execute a forand on
behalf of the Tawe of Marana.
PASSED AND ADOPTED by the Mayor and Council of the Town of Marana,
Arizonal
this 2 1 st day of February, 2,017.
Mayor Ana
A."I"TEST: APPROVED
Jocelyn onson, Town Clem. F a Cassi , Town Attor
owlagiop
MARANA AZ
F 15 T A 8 1.1 S 14 E,I) I"?7
00050981DOCX/I
Marana Resolun'No.2017-014 , e w.
LEASE ASSIGNMENT MTH LESSOR CONSENT
(T-MOBILE WEST LLC To MOBILITIE INVESTMENTS III,LLC)
This Lease Assignment (this "Assignment") is made and entered into by and.
between T-Mobile west LLC, a Delaware limited liability company (the "'Lessee"') and
Mobilitie Investments III, LLC, a Delaware limited liability company (the ".,Assignee"),
with the consent of the Town of Marana,an Arizona municipal corporation (the "Lessor").
The effective date of this Assignment shall be the latest date this Agreement is executed by
an authorized representative of the parties hereto ("'Assignment Effective Date"). Initially
capitalized terms used and not defined in this Assignment have the meanings ascribed to
thein in the Lease. }
1. The Lease. The Lessor and the Lessee entered into an option and wireless
communication facility lease agreement with an option period commencing on
December 17, 2015, and continuing for 12 months unless sooner terminated or exercised
by the Lessee (the "'Lease""). A memorandum of agreement cord irming the Lease was
recorded in the office of the Recorder of Pima County, Arizona, on February 5, 2016 at
Sequence 20160360644. The Lessee exercised the option on the Lease by letter dated
November 23, 2016, with a lease commencement date of December 14, 2016.
2. Lessee's Representations and Warranties. The Lessee hereby represents and
warrants to the Assignee as of the Assignment Effective Date that:
(A) The Lessee has provided to the Assignee a true, correct and complete copy of
the Lease as in effect on the date hereof, including all amendments, modifications
and supplements thereto.
(B) The Lease is in full force and effect in accordance with its terms, subject to
applicable bankruptcy, insolvency, fraudulent conveyance, reorganization,
moratorium, and similar laws affecting creditors' rights and remedies generally and
subject, as to enforceability, to general principles of equity (regardless of whether
enforcement is sought in a proceeding at law or in equity).
(C) All rent and other amounts owing from the Lessee to the Lessor under the
Lease have been paid in accordance with the Lease through the date hereof.
00050(-A5.DDCX/5
EXHIBIT A
(D) To the Lessee's knowledge, the Lessee is not in default of any of its
obligations under the Lease. The Lessee has received no notice from the Lessor
asserting that the Lessee is in default of any of its obligations under the Lease. The
Lessee has given no notice to the Lessor asserting that the Lessor is, and to the
Lessee's knowledge, the Lessor is not in default of any of its obligations under the
Lease.
3. Assignee's Representations. The Assignee represents that it has reviewed the
terms of the Lease and is ready, willing, and able to comply fully with its terms.
4. Assignment. The Lessee hereby assigns to Assignee, and the assignee hereby
accepts, all of the Lessee's rights, title and interest, in, under and to the Lease and the
Lessor hereby expressly consents to the assignment.
5. Delegation and Assumption. The Lessee hereby delegates to the Assignee, and
the Assignee hereby accepts and assumes, any and all duties, liabilities, and obligations
of the Lessee under the Lease first arising or accruing after the Assignment Effective
Date. For the avoidance of doubt, the Lessee shall remain solely liable for any and all
rental obligations under the Lease arising or accruing prior to the Assignment Effective
Date.
6. Indemnification by Lessee. The Lessee shall indemnify, defend and hold the
Assignee harmless from and against any claim, demand, cause of action, charge,
judgment, damage, liability, cost or expense (including, without limitation, reasonable
attorneys' fees and legal costs) arising out of the Lease in connection with events
occurring or obligations arising or accruing prior to the Assignment Effective Date,
except to t11e extent such matters arise out of, relate to or result from actions or
omissions of the Assignee or any of its affiliates, officers, directors, agents, or
employees.
7. consent to Sublease. Upon assignment of the Lease, the Lessor consents to the
Assignee's sublease of space on the tower and ground space within the Premises to the
Lessee. Lessor and Assignee agree that such sublease and use of the Premises is not
subject to the requirements of Sections 9.4.1 and 9.4.2 of the Lease.
5. Notices. After the effective date of this Assignment, any notices required under
the Lease shall be delivered personally or by certifled mail, directed as follows:
If to Assignee: Mobilitie Invests-.eats III, LLC
2220 University Drive
Newport Beach, CA 92660
If to Lessor: Marana Town Manager
11555 west Civic Center Drive
Marana, AZ 55653
00050645,DOCX/5 -2 -
With a copy to: Marana Legal Department
11555 West Civic Center Drive
Marana, AZ 85653
IN WITNESS WHEREOF, the Lessee, the Assignee, and the Lessor have executed this
Assignment as of the last date set forth to their respective signatures.
"LESSEE"'.'
T-Mobile West LLC, a Delaware limited
liability company
CONSENT To ASSIGNMENT AND SUBLEASE*
Allan Ta"' tillo, Director, Engineering
'"LESSOR'"', Network Operations, Northeast, Central,
Town of Marana, an Arizona municipal South and West Regions
corporation
,OOO(A Date:
By-
Ed'Honea, Mayor ""ASSIGNEE"""
Mobil,itie Investments III, LLC, a Delaware
Date,: lity coTy
imited iab i" a �
(A J
CO,A A
�61 A
ATTEST' ei 4 C
to,
Gary Jabara, Manager
01T
celyn Coronson, Tows,Clerk
APP, E D AS To FORM'.' Date:
r k Cassidy, Town Attorney Approved as to Legal Four
EE
James GraS3
00050645.DOCX/5 -3 -
r
State of
-PL )
ss
x
County of
12
The
fZng
instrumentcbefore
. ilio tor, Engineerig&NetworkOperations, 1,
*ted liability company,
est ions ile e r
on of of the LLC.
(Seal)
Notary Public
00
State o
0 WJO
ss
County
The foes 'instrument was acknowledged before me on
1 , 'by Gary Jabara, theManager of MobilitieIn es -nems III, LLC, a Delaware limited
liability a , on behalf of the LLC. a.
(Seal)
Notary Public
DocuSign EnvelopeI AAS 2EEC ,5- 2� - 9 9-6E2 5E�
With a copy t : Harem Legal Department
11555 WestCivic Center Drive
Marana, AZ 85653
IN WITNESS WHEREOF, the Lessee, the Assignee, and the Le s r have executed this
Ansi �
Assignment as f the ass date set f below their respective signatures.
"LE SSS "
T-Mobile West LLQ a Delaware
liability company
CONSENT TOMSIGNMENT AND SUBLEASE* ti
Allan Ta'
tillo, Director, tngineering
, Northeast, Central,
Town of Marana, an ArizonanisiWest Regions
corporation
Date:
Ed H,onea, Mayor ASSIGNEE"
Mobilitie In 1,LLC,a Delaware
11"Mited
DocuSigned by:
ATTEST'* 461
� Aj e.
Gary Jabara, Manager
Jocelyn C. Bronson,, 'Town.Clerk
2/16/2017
APPOVED AS To SRN/. Date.
Frank Cassidy, Town Attorney Appmvsd as to Legal Form
a 4
F E 8 ft, 6
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189
notary public or other officer completing this certificate verifiesonly the identity o the individual
document to which this certificate attached,and not the truthfulness, cc r c ,or validity of that docs
State II rni
County of
" ro
Ald,
On Jf�401
before me,
Date Ole
Here nsert Name and Titlef the 6flicer
personallyN zoeel
appeared
,.
Name(s) ofSigner(s)
who proved to me on the basissatisfactory ions000" i ,
subscribed the withininstrument an n to that he executed 'in
r authorized city ` , and that by i in t r n the instrument the persono<
r the entity upon behalf of which the per t , executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the t f California that the foregoing par r
is true correct.
WITNESSANN WILLIAMS y han an,' III seal.
ion#2133409
California
,r
ty
ov 90 2019
Signature Signature of Notary Public
Place Notary Seal Above
OPTIONAL
Though this sections optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Descriliptlion
`title or Type of Document-. Document Date.
Number of Pages: ""!!r Signer(s) Other Than Named Above
Capacity(les)C Claimed
I� I� meSigner's Name.
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7
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Corporate Officer — Title(s):
Partner :.=r] Limited I-] General El partner Limited General
1-_-] Individual al -]Attorney in Fact �.ri::l Individual ' Att rr y In Fact
"
tical ustee El Guardianr Conservator C:.wa Trustee l: Guardian or Conservator
El Other: E-1 Other:
Signer Is Representing: Signer Is Representing:
02014 National NotaryAssociation e www.NationalNotary.org * U 7 Item #5907